Acquisition of majority interest in Grupo Los Tres and subsidiaries in Central America
Arias, Fábrega & Fábrega acted as counsel to Chile's Grupo Gildemeister in connection with its acquisition of a majority stake in the Grupo Los Tres Holding Corp. and its automobile distribution business throughout Central America.
The transaction involved a multi-jurisdictional effort by ARIFA to secure the participation and coordination of five different law firms across five different jurisdictions to deliver a single cohesive and comprehensive due diligence report to the client (Minvest, S.A.) of Grupo Los Tres Holding Corp. and its numerous operating and off-shore subsidiaries throughout Central America.
Following the delivery of the report and material findings by ARIFA, the Firm was tasked with addressing certain structural issues within the target's organizational structure while at the same time coordinating the different multi-jurisdictional counsels efforts to remedy certain internal housekeeping items found deficient during the due diligence process.
Finally, despite the HoldCo being a Panamanian corporation and the transaction documents subject to Panamanian law, the particularities of the transaction as well as the fact that the principal place of business and operations of Grupo Los Tres are located in Guatemala required that ARIFA (in close cooperation with Mayora & Mayora of Guatemala), structure and locate the final closing in Guatemala, and coordinate a simultaneous, multi-jurisdictional closing day involving, among other things, the release of certain liens and pledges of shares (including shares of the Holdco target), thus paving the way to the successful majority acquisition by Minvest, S.A. of the Grupo Los Tres Holding Corp.

